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Restricted Stock Award Agreement Template for India

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Key Requirements PROMPT example:

Restricted Stock Award Agreement

"I need a Restricted Stock Award Agreement under Indian law for a tech startup, granting 10,000 shares to our new CTO with a 4-year vesting schedule starting March 2025, including special provisions for IPO-related acceleration and international tax considerations."

Document background
The Restricted Stock Award Agreement is a crucial document used by Indian companies to grant shares to employees or service providers subject to certain restrictions and vesting conditions. This agreement is commonly utilized as part of employee retention and incentivization strategies, particularly for key personnel and high-performing employees. The document must comply with Indian regulatory framework, including the Companies Act 2013, SEBI regulations (particularly the SEBI Share Based Employee Benefits and Sweat Equity Regulations, 2021), and relevant tax laws. It typically includes detailed provisions on vesting schedules, transfer restrictions, termination consequences, and shareholder rights. The agreement is especially relevant for companies looking to align employee interests with corporate growth while maintaining compliance with Indian corporate and securities laws.
Suggested Sections

1. Parties: Identification of the Company and the Award Recipient (Grantee)

2. Background: Context of the award, reference to equity plan, and corporate authorizations

3. Definitions: Key terms used throughout the agreement including 'Restricted Stock', 'Vesting Date', 'Service Period', etc.

4. Grant of Restricted Stock: Details of shares granted, including number, class, and nominal value

5. Vesting Schedule: Timing and conditions for vesting of the restricted shares

6. Transfer Restrictions: Limitations on transfer of unvested shares and post-vesting transfer restrictions

7. Rights as a Shareholder: Voting rights, dividend rights, and other shareholder privileges during restricted period

8. Taxation: Tax implications, withholding obligations, and compliance requirements

9. Termination of Employment: Impact of various types of employment termination on unvested shares

10. Compliance with Laws: Adherence to Indian securities laws, SEBI regulations, and other applicable laws

11. Notices: Process for delivering formal communications between parties

12. General Provisions: Standard clauses including amendments, governing law, and dispute resolution

Optional Sections

1. Corporate Transaction Provisions: Include when specific provisions for mergers, acquisitions, or corporate restructuring are needed

2. Non-Competition and Non-Solicitation: Include when the company wants to tie stock awards to restrictive covenants

3. International Provisions: Include when recipient is non-Indian resident or shares have cross-border implications

4. Clawback Provisions: Include when company wants right to recoup shares in case of misconduct or restatement

5. Trust Structure: Include when shares will be held through an employee benefit trust

6. Performance Conditions: Include when vesting is tied to specific performance metrics

7. Lock-in Period: Include when additional holding period is required post-vesting

Suggested Schedules

1. Schedule 1 - Award Details: Specific details of grant including number of shares, grant date, and vesting dates

2. Schedule 2 - Equity Plan Terms: Key terms from the main equity plan that are incorporated by reference

3. Schedule 3 - Vesting Conditions: Detailed description of time-based and/or performance-based vesting conditions

4. Schedule 4 - Shareholder Agreement Terms: Relevant excerpts from shareholder agreement affecting restricted stock

5. Appendix A - Tax Treatment Summary: Summary of tax implications and filing requirements

6. Appendix B - Compliance Checklist: List of regulatory compliance requirements and necessary approvals

7. Appendix C - Forms: Standard forms for exercise, acceptance, and Section 83(b) equivalent election

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓƵ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses


































Relevant Industries

Technology

Financial Services

Professional Services

Manufacturing

Healthcare

E-commerce

Telecommunications

Pharmaceuticals

Consumer Goods

Information Technology

Consulting

Banking

Insurance

Start-ups

Digital Media

Relevant Teams

Legal

Human Resources

Finance

Compensation & Benefits

Corporate Secretarial

Executive Leadership

Board Secretariat

Tax

Compliance

Corporate Governance

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Chief Technology Officer

Senior Vice President

Vice President

Director

Senior Manager

Key Engineer

Principal Scientist

Department Head

Product Manager

Senior Developer

Research Lead

Sales Executive

Key Account Manager

Technical Architect

Financial Controller

Legal Counsel

Human Resources Manager

Strategic Advisor

Industries







Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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